CLEARONE INC
0000840715
false
0000840715
2023-05-11
2023-05-11
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported):
May 11, 2023
ClearOne, Inc.
(Exact name of registrant as specified in its charter)
Delaware 001-33660 87-0398877
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
5225 Wiley Post Way 84116
, Suite 500
,
Salt Lake City
,
Utah
(Address of principal executive offices) (Zip Code)
+1
(801)
975-7200
(Registrant's telephone number, including area code)
Not applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communication pursuant to Rule 13e-4
(c)
under the Exchange Act (17 CFR 240.13e-4
(c)
)
Indicate by check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 ((s)230.405 of this chapter)
or Rule 12b-2 of the Securities Exchange Act of 1934 ((s)240.12b-2 of this
chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has
elected not to use the extended transition period for complying with any new
or revised financial accounting standards provided pursuant to Section 13(a)
of the Exchange Act.
Securities Registered Pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $0.001 CLRO The
NASDAQ
Capital Market
-------------------------------------------------------------------------------
Item
8
.01
Other Events
.
As previously announced,
ClearOne, Inc. (the "Company") declared a special one-time cash dividend of
$1.00 per share of the Company's common stock, payable on May 31, 2023 to
shareholders of record on May 22, 2023.
On May 1
1
, 2023, the Company issued a press release clarifying that the ex-dividend
date for the special one-time cash divided was June 1, 2023.
FINRA UPC (Uniform Practice Code) Rule 11140 provides that, in respect to
dividends or distributions that are twenty-five percent or greater of the
value of the subject security, the ex-dividend date shall be the first
business day following the payable date. Accordingly,
stockholder of the Company
that sells shares of
the Company's
common stock on or prior to the payment date of May 31, 2023 will not receive
the one-time special cash dividend for the
Company
shares that are sold.
A copy of the Company's press release is
filed herewith
as Exhibit 99.1.
Item 9.01
Financial Statements and Exhibits
(d)
Exhibits
Exhibit Exhibit
Number Title
99.1 Press Release of ClearOne, Inc. dated May
11
, 2023.
104.1 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.
-------------------------------------------------------------------------------
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
CLEARONE, INC.
Date: By: /s/
May 1 Narsi Narayanan
2
,
202
3
Narsi Narayanan
Chief
Financial
Officer (Principal
Accounting and Principal Financial
Officer)
Exhibit 99.1
ClearOne
Clarified Ex-Dividend Date for
Special
One-time
Cash Dividend
SALT LAKE CITY
- (BUSINESS WIRE) -
May
11
, 2023
-
ClearOne
(NASDAQ: CLRO) today
clarified that the ex-dividend date will be June 1, 2023 for ClearOne's
previously
announced
one-time special cash dividend
of
$
1.00
per share of
ClearOne
common stock, payable on
May 31, 2023
to shareholders of record on
May 22, 2023
.
FINRA
UPC (Uniform Practice Code)
R
ule 11140 provides that, in respect to dividends or distributions that are
twenty-five
percent or greater of the value of the subject security, the ex-dividend date
shall be the first business day following the payable date. Accordingly,
a ClearOne
investor that sells shares of
ClearOne
common stock
on or
prior to the payment date of
May 31
, 202
3
will not receive the
one-time special cash dividend
for the
ClearOne
shares that are sold.
About ClearOne
ClearOne is a global market leader enabling conferencing, collaboration, and
network streaming solutions. The performance and simplicity of its advanced,
comprehensive solutions offer unprecedented levels of functionality,
reliability, and scalability. Visit ClearOne at
www.clearone.com
.
This release contains "forward-looking" statements that are based on present
circumstances and on
ClearOne's
predictions with respect to events that have not occurred, that may not occur,
or that may occur with different consequences and timing than those now
assumed or anticipated. Such forward-looking statements, including the
expected future payment of dividends and any statements of the plans and
objectives of management for future operations and forecasts of future growth
and value, are not guarantees of future performance or results and involve
risks and uncertainties that could cause actual events or results to differ
materially from the events or results described in the forward-looking
statements. Such forward-looking statements are made only as of the date of
this release and
ClearOne
assumes no obligation to update forward-looking statements to reflect
subsequent events or circumstances. Readers should not place undue reliance on
these forward-looking statements.
Contact:
Narsi Narayanan
385-426-0565
investor_relations@clearone.com
http://investors.clearone.com
Source:
ClearOne, Inc.
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